HL Acquisitions Corp. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2020-12-04: Form 8-K; Period of report 2020-12-04; Description 5.07 Submission of Matters to a Vote of Security Holders; 7.01 Regulation FD Disclosure; Details 5.07.
- 2020-12-04: Form 8-K; Period of report 2020-12-04; Description 7.01 Regulation FD Disclosure; Details 7.01.
- 2020-11-24: Form 8-K; Period of report 2020-11-23; Description 7.01 Regulation FD Disclosure; Details 7.01.
- 2020-11-12: Form 8-K; Period of report 2020-11-12; Description 7.01 Regulation FD Disclosure; Details 7.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2020-12-04 | 8-K | 2020-12-04 | 5.07 Submission of Matters to a Vote of Security Holders; 7.01 Regulation FD Disclosure | 5.07 On December 4, 2020, HL Acquisitions Corp. (“HL”) held an annual general meeting of its shareholders (the “Meeting”) to approve the proposals relating to the entry into and consummation of the Business Combination Agreement, dated as of June 6, 2020 (as amended and restated on August 25, 2020, the “Business Combination Agreement”), with Fusion Welcome — Fuel, S.A., a public limited company domiciled in Portugal, sociedade anónima (“Fusion Fuel”), Fusion Fuel Green PLC (formerly known as Fusion Fuel Green Limited and Dolya Holdco 3 Limited), a public limited company incorporated in Ireland (“Parent”), Fusion Fuel Atlantic Limited, a British Virgin Islands business company and wholly owned subsidiary of Parent (“Merger Sub”), and the shareholders of Fusion Fuel (“Fusion Fuel Shareholders”). 7.01 On December 4, 2020, HL issued the press release attached to this Current Report on Form 8-K as Exhibit 99.1. | ea131053-8k_hlacquisitions.htm |
| 2020-12-04 | 8-K | 2020-12-04 | 7.01 Regulation FD Disclosure | 7.01 On December 4, 2020, HL Acquisitions Corp. (“HL”) published on its investor relations website, hlacquisitions.com, the recording of a live video presentation and question and answer session with representatives from HL and its business combination partner, Fusion Fuel Green PLC (“Fusion Fuel”), presented by SPACinsider, which was held on December 2, 2020. | ea131061-8k_hlacquisitions.htm |
| 2020-11-24 | 8-K | 2020-11-23 | 7.01 Regulation FD Disclosure | 7.01 HL Acquisitions Corp. (“HL”) and Fusion Fuel Green PLC (“Fusion Fuel”) have indicated that representatives from each company will participate in a live investor presentation and question and answer session presented by SPACinsider regarding the proposed business combination between HL and Fusion Fuel on Wednesday, December 2, 2020 at 1:00 p.m. | ea130526-8k_hlacquisition.htm |
| 2020-11-12 | 8-K | 2020-11-12 | 7.01 Regulation FD Disclosure | 7.01 On November 12, 2020, HL Acquisitions Corp. (“HL”) issued a press release announcing that it had scheduled the date of its annual general meeting of shareholders to vote upon its previously announced proposed business combination with Fusion Fuel Green plc. | ea129784-8k_hlacquisition.htm |
| 2020-11-04 | 8-K | 2020-11-02 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events | 2.03 The information relating to the Notes (as defined below) included in Item 8.01 is incorporated by reference in this item to the extent required. 8.01 On November 2, 2020 and November 3, 2020, persons and entities affiliated with Jeffrey Schwarz, the Chief Executive Officer of HL Acquisitions Corp. (“HL”), Jonathan Guss, a director of HL, and other initial stockholders of HL loaned to HL an aggregate of approximately $47,581 for working capital purposes. | ea129329-8k_hlacquisitions.htm |
| 2020-10-02 | 8-K | 2020-10-02 | 5.07 Submission of Matters to a Vote of Security Holders; 7.01 Regulation FD Disclosure; 8.01 Other Events | 5.07 On October 2, 2020, HL Acquisitions Corp. (the “Company”) held an extraordinary general meeting of its shareholders (the “Meeting”). 7.01 On October 2, 2020, the Company issued the press release attached to this Current Report on Form 8-K as Exhibit 99.1. 8.01 On or about October 2, 2020, persons and entities affiliated with Jeffrey Schwarz, the Company’s Chief Executive Officer, Jonathan Guss, a director of the Company, and other initial stockholders of the Company loaned to the Company an aggregate of approximately $70,676 for working capital purposes. | ea127747-8k_hlacquisition.htm |
| 2020-09-24 | 8-K | 2020-09-24 | 7.01 Regulation FD Disclosure | 7.01 On September 24, 2020, HL Acquisitions Corp. (“HL”) issued the press release attached to this Current Report on Form 8-K as Exhibit 99.1. | ea127291-8k_hlacqcorp.htm |
| 2020-09-14 | 8-K | 2020-09-14 | 7.01 Regulation FD Disclosure | 7.01 On September 14, 2020, HL Acquisitions Corp. (“HL”) issued the press release attached to this Current Report on Form 8-K as Exhibit 99.1. | ea126795-8k_hlacquisition.htm |
| 2020-08-25 | 8-K | 2020-08-19 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure; 8.01 Other Events | 1.01 As previously disclosed, on June 6, 2020, HL Acquisitions Corp. (“HL”) entered into a Business Combination Agreement (“Original Agreement”) with Fusion Welcome – Fuel, S.A., a public limited company domiciled in Portugal, sociedade anónima (the “Company”), Fusion Fuel Green Limited, formerly known as Dolya Holdco 3 Limited, a private limited company domiciled in Ireland (“Parent”), Fusion Fuel Atlantic Limited, a British Virgin Islands business company and wholly owned subsidiary of Parent (“Merger Sub”), and the shareholders of the Company (“Company Shareholders”). 2.03 The information relating to the Notes (as defined below) included in Item 8.01 is incorporated by reference in this item to the extent required. 7.01 On August 25, 2020, HL and Fusion Fuel issued a joint press release announcing that Parent had entered into the Subscription Agreements. 8.01 Effective August 13, 2020, Parent and HL engaged Fearnley Securities Inc. as joint lead manager of a private placement of Class A Ordinary Shares of Parent (“Parent Class A Ordinary Shares”). | ea126007-8k_hlacquisit.htm |
| 2020-08-03 | 8-K | 2020-08-03 | 7.01 Regulation FD Disclosure | 7.01 Attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this Item 7.01 by reference is an investor presentation to be used by HL Acquisitions Corp. (“HL”) in presentations regarding HL’s previously announced business combination with Fusion Welcome – Fuel, S.A. (the “Company”). | ea124932-8k_hlacquisitions.htm |
| 2020-07-13 | 8-K | 2020-06-26 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events | 2.03 The information relating to the Notes included in Item 8.01 is incorporated by reference in this item to the extent required herein. 8.01 In June 2020, an entity affiliated with Jeffrey Schwarz, the Chief Executive Officer of HL Acquisitions Corp. (“HL”) and his designees, loaned to HL an aggregate of approximately $140,000 for working capital purposes. | ea124130-8k_hlacquisitions.htm |
| 2020-07-02 | 8-K | 2020-07-02 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On July 2, 2020, the Company held an extraordinary general meeting of its shareholders (the “Meeting”). | ea123766-8khlacquisitions.htm |
| 2020-06-24 | 8-K | 2020-06-24 | 7.01 Regulation FD Disclosure | 7.01 Attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this Item 7.01 by reference is the investor presentation to be used by HL Acquisitions Corp. (“HL”) in presentations regarding HL’s previously announced business combination with Fusion Welcome – Fuel, S.A. (the “Company”). | ea123386-8k_hlacquisition.htm |
| 2020-06-12 | 8-K | 2020-06-09 | 7.01 Regulation FD Disclosure | 7.01 As previously disclosed, on June 6, 2020, HL Acquisitions Corp., a British Virgin Islands business company (“HL”) entered into a Business Combination Agreement with Fusion Welcome – Fuel, S.A., a public limited company domiciled in Portugal, sociedade anónima (the “Company”), the shareholders of the Company, and others, pursuant to which HL and the Company will each become wholly-owned subsidiaries of a newly formed parent entity. | ea123011-8k_hlacquisition.htm |
| 2020-06-09 | 8-K/A | 2020-06-06 | 9.01 Financial Statements and Exhibits | 9.01 * Certain exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(b)(2). | ea122855-8ka1_hlacquisition.htm |
| 2020-06-08 | 8-K | 2020-06-06 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. 2.03 The information relating to the Notes included in Item 1.01 is incorporated by reference in this item to the extent required herein. 7.01 The information set forth below under this Item 7.01, including exhibits 99.1 and 99.2 attached hereto, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing. | ea122769-8k_hlacquisitions.htm |
| 2020-05-01 | 8-K | 2020-03-24 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information included in Item 1.01 is incorporated by reference in this item to the extent required herein. | ea121312-8k_hlacquisitions.htm |
| 2020-03-31 | 8-K | 2020-03-30 | 1.02 Termination of a Material Definitive Agreement | 1.02 On March 30, 2020, HL Acquisitions Corp. (the “Company”) and Sila Energy Holdings Limited (the “Seller”), an affiliate of Ajay Khandelwal, a director of the Company, agreed to mutually terminate the previously announced Sale and Purchase Agreement, dated as of December 17, 2019 (the “Purchase Agreement”), by and among the Company, the Seller and Chi Energie (Singapore) Pte. | ea120252-8k_hlacquisitions.htm |
| 2020-03-02 | 8-K | 2020-02-27 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders | 2.03 The information included in Item 3.02 is incorporated by reference in this item to the extent required herein. 3.02 On February 27, 2020, Jeffrey Schwarz, the Chief Executive Officer of HL Acquisitions Corp. (the “Company”), loaned the Company an aggregate of $175,000 for working capital purposes. 5.03 The information included in Item 5.07 is incorporated by reference in this item to the extent required herein. 5.07 On March 2, 2020, the Company held an extraordinary general meeting of its shareholders (the “Meeting”). | ea119181-8k_hlacquisitions.htm |
| 2020-02-14 | 8-K | 2020-02-14 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On February 14, 2020, HL Acquisitions Corp. (the “Company”) received a written notice from the Listing Qualifications Department of the Nasdaq Stock Market (“Nasdaq”) stating that the Company is not in compliance with Listing Rule 5550(a)(3), which requires the Company to maintain at least 300 public holders for continued listing on Nasdaq. | f8k021420_hlacquisitions.htm |
| 2020-01-31 | 8-K | 2020-01-29 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events | 2.03 The information included in Item 3.02 is incorporated by reference in this item to the extent required herein. 3.02 On January 29, 2020, Jeffrey Schwarz, the Chief Executive Officer of HL Acquisitions Corp. (the “Company”), made a $175,000 loan to the Company which was evidenced by two promissory notes in an aggregate principal amount of $175,000 (the “Notes”). 8.01 In connection with the previously announced approval by the Company’s shareholders of an amendment to the Company’s amended and restated memorandum and articles of association to extend the date by which the Company has to consummate a Business Combination (the “Extension”), on January 30, 2020, the Company deposited $0.03 for each public share that was not converted in connection with the Extension, or an aggregate of approximately $156,720, into the Trust Account for the second 30-day Extension period. | f8k012920_hlacquisitionscorp.htm |
| 2020-01-02 | 8-K | 2020-01-02 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders | 2.03 The information included in Item 3.02 is incorporated by reference in this item to the extent required herein. 3.02 Between July 2019 and December 31, 2019, Jeffrey Schwarz, the Chief Executive Officer of HL Acquisitions Corp. (the “Company”), and his affiliates have made an aggregate of $650,000 of loans to the Company for working capital purposes, which are evidenced by promissory notes in an aggregate principal amount of $650,000 (the “Notes”). 5.03 The information included in Item 5.07 is incorporated by reference in this item to the extent required herein. 5.07 On January 2, 2020, the Company held an extraordinary general meeting of its shareholders (the “Meeting”). | f8k010220_hlacquisitions.htm |
| 2019-12-20 | 8-K | 2019-12-17 | 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. 7.01 The information set forth below under this Item 7.01, including exhibit 99.1 attached hereto, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing. | f8k121719_hlacquisitions.htm |
| 2019-07-03 | 8-K | 2019-07-02 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 2, 2019, the board of directors of HL Acquisitions Corp. (the “Company”) appointed Jonathan Guss as a director of the Company. | f8k070219_hlacquisitionscorp.htm |
| 2018-07-16 | 8-K | 2018-07-16 | 8.01 Other Events | 8.01 On July 16, 2018, HL Acquisitions Corp. (the “Company”) announced that holders of the Company’s units will be able to separately trade the ordinary shares, rights and warrants included in such units commencing on or about July 18, 2018. | f8k071618_hlacquisitionscorp.htm |
| 2018-07-09 | 8-K | 2018-07-02 | 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events | 3.02 The information provided in Item 8.01 of this Form 8-K is incorporated by reference into this Item 3.02. 8.01 On July 2, 2018, HL Acquisitions Corp. (the “Company”) consummated the initial public offering (“IPO”) of 5,500,000 of its units (“Units”), including 500,000 Units subject to the underwriters’ over-allotment option. | f8k070218b_hlacquisition.htm |
| 2018-07-02 | 8-K | 2018-06-27 | 1.01 Entry into a Material Definitive Agreement; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 1.01 Entry into a Material Definitive Agreement. 5.03 The information set forth in Item 1.01 is hereby incorporated by reference. | f8k062718_hlacquisition.htm |